Comtec Solar Systems Group Limited — Capital/Financing Update 2017

Dec 22, 2017

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

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**UNISPLENDOUR TECHNOLOGY (HOLDINGS) LIMITED 紫光科技（控股）有限公司 ***

(Incorporated in Bermuda with limited liability)

(Stock Code: 365)

DISCLOSEABLE TRANSACTION ACQUISITIONS OF LISTED SECURITIES

THE ACQUISITIONS

Through a series of acquisitions on 22 December 2017, the Company further acquired on the open market a total of 1,590,000 Legend Holdings Shares at an aggregate consideration of approximately HK$50,139,695 (exclusive of transaction costs). The average price (exclusive of transaction costs) for the Acquisitions of each Legend Holdings Share is approximately HK$31.53.

THE IMPLICATION OF LISTING RULES

One of the applicable percentage ratios for the Acquisitions, when aggregated with the Previous Acquisitions, exceeds 5% but are less than 25%. As such, the Acquisitions, when aggregated with the Previous Acquisitions, constitute a discloseable transaction of the Company under Chapter 14 of the Listing Rules, and are therefore subject to the reporting and announcement requirements of the Listing Rules.

THE ACQUISITIONS

Through a series of acquisitions on 22 December 2017, the Company further acquired on the open market a total of 1,590,000 Legend Holdings Shares (which represents approximately 0.41% of the issued H shares of Legend Holdings) for an aggregate consideration of approximately HK$50,139,695 (exclusive of transaction costs). The average price (exclusive of transaction costs) for the Acquisitions of each Legend Holdings Share is approximately HK$31.53. The price the Company paid for in each transaction was the market price of the Legend Holdings Share and settled in cash from internal resources of the Company.

As the Acquisitions were made through the open market, the Company is not aware of the identities of the sellers of the Legend Holdings Shares. To the best knowledge, information and belief of the

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Directors having made all reasonable enquiries, the sellers of Legend Holdings Shares are Independent Third Parties.

REASONS FOR AND BENEFITS OF THE ACQUISITIONS

The Group is principally engaged in design, manufacture and distribution of SMT product and related equipment, finance lease and factoring and financial investment.

As disclosed in the Company’s interim report for the six months ended 30 June 2017 issued on 30 August 2017, the Company has commenced principal trading activities from the end of 2016, and determined financial investment as an ordinary and usual course of the business of Company. The Group has established and performed a low frequency trading strategy with respect to its financial investments and diversified its investments among and within the listed shares of HKEX listed companies in hightech industry including telecommunication, semiconductor, internet, computers and/or software.

Having considered the financial performance of Legend Holdings, the Company considers that the acquisitions of Legend Holdings Shares are attractive investment and can enhance the returns on investment for the Company.

As the Acquisitions were made at market price, the Directors (including the independent non-executive Directors) are of the view that the Acquisitions were fair and reasonable, on normal commercial terms and in the interests of the Company and the Shareholders as a whole.

INFORMATION ON LEGEND HOLDINGS

Legend Holdings is a China-based diversified investment holding company, the shares of which are listed on the main board of the Stock Exchange (Stock Code: 3396). Through strategic investments, Legend Holdings invests in companies across five segments: IT, financial services, innovative consumption and services, agriculture and food and new materials. Legend Holdings’s financial investments business primarily consists of angel investments, venture capital and private equity investment across all stages of a company’s life cycle.

The following financial information is extracted from the public documents of Legend Holdings:

	Year Ended	Year Ended	Year Ended
	12/31/16	12/31/15	12/31/14
	RMB millions	RMB millions	RMB millions
Revenue	306,953	309,826	289,476
Profit before tax	8,139	3,633	8,812
Total assets	322,259	306,243	292,823

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PREVIOUS ACQUISITIONS

As disclosed in the announcement of the Company dated 21 December 2017 in respect of the Previous Acquisitions, during the period from 19 December 2017 to 21 December 2017, the Company acquired a total of 2,920,000 Legend Holdings Shares on three occasions on the market through the Stock Exchange for an aggregate consideration of HK$85,322,765 (exclusive of transaction costs). The Previous Acquisitions, when calculated in aggregate, constitute a notifiable transaction for the Company under Chapter 14 of the Listing Rules.

THE IMPLICATIONS OF LISTING RULES

One of the applicable percentage ratios for the Acquisitions, when aggregated with the Previous Acquisitions, exceeds 5% but are less than 25%. As such, the Acquisitions, when aggregated with the Previous Acquisitions, constitute a discloseable transaction of the Company under Chapter 14 of the Listing Rules, and are therefore subject to the reporting and announcement requirements of the Listing Rules.

DEFINITIONS

In this announcement, unless the context requires otherwise, the following terms shall have the same following meanings as set out below:

• “Acquisitions” the acquisitions by the Group on the open market of 1,590,000 Legend Holdings Shares conducted on 22 December 2017 at an aggregate consideration of approximately HK$50,139,695 (exclusive of transaction costs).

• “Board” the board of Directors of the Company

• “Company” Unisplendour Technology (Holdings) Limited (Stock Code: 365), a company incorporated in Bermuda with limited liability and the Ordinary Shares of which are listed on the Main Board of the Stock Exchange

• “Director(s)” the director(s) of the Company

• “discloseable transaction” as defined in the Listing Rules

• “Group” the Company and its subsidiaries “HK$” Hong Kong dollars, the lawful currency of Hong Kong “Hong Kong” the Hong Kong Special Administrative Region of the People’s

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Republic of China

“Independent Third Party” third party(ies) independent of the Company and connected persons of the Company “Legend Holdings” Legend Holdings Corporation, a China-based diversified investment holding company, the shares of which are listed on the main board of the Stock Exchange (Stock Code: 3396). “Legend Holdings Shares” the H share(s) of RMB 1 each in the share capital of Legend Holding “Listing Rules” The Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited “percentage ratios” as defined in the Listing Rules “Previous Acquisitions” The acquisitions of an aggregate of 2,920,000 Legend Holdings Shares on the open market through the Stock Exchange for an aggregate consideration of HK$85,322,765 (exclusive of transaction costs) during the period from 19 December 2017 to 21 December 2017 “RMB” Renminbi, the lawful currency of the People’s Republic of China “Shareholder(s)” holder(s) of issued share(s) of the Company “Stock Exchange” The Stock Exchange of Hong Kong Limited “%” per cent

By Order of the Board Unisplendour Technology (Holdings) Limited Zhang Yadong Chairman

Hong Kong, 22 December 2017

As at the date of this announcement, the directors are Mr. Zhang Yadong, Mr. Xia Yuan and Mr. Zheng Bo as executive directors; Mr. Li Zhongxiang and Mr. Qi Lian as non-executive directors; and Mr. Cui Yuzhi, Mr. Bao Yi and Mr. Ping Fan as independent non-executive directors.

* For identification purposes only

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